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Translation of Immediate Report Bank Leumi Le-Israel B.M

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Translation of Immediate Report Bank Leumi Le-Israel B.M Translation of Immediate Report T93 Public Bank Leumi le-Israel B.M. Registration No. 520018078 Securities of the Corporation are listed on The Tel Aviv Stock Exchange Abbreviated Name: Leumi Leumi House, 34 Yehuda Halevi Street, Tel Aviv 65546 Phone: + 972 3 5148111, + 972 3 5149419; Facsimile: + 972 3 5149732 Electronic Mail: [email protected] 13 January 2011 Reference: 2010-01-015588 To: Israel Securities Authority (www.isa.gov.il) The Tel Aviv Stock Exchange (www.tase.co.il) Immediate Report on Appointment of Director (not a Corporation) or an Individual Serving on Behalf of a Corporation which is a Director Regulation 34(b) of the Securities (Periodic and Immediate Reports) Regulations, 1970 Note: In addition to the current Immediate Report, a Status Report regarding Senior Office Holders of the Bank reflecting the change will also be filed, as is required following the filing of this kind of Report, pursuant to Regulation 34(d) of the Securities (Periodic and Immediate Reports) Regulations, 1970. 1. Surname and First Name: Shalev, Gabriela Type of Identity Number: Israeli I.D. Number Identity Number: 007129158 Citizenship: Private individual with Israeli citizenship 2. Date of Birth: 19 August 1941 3. Address for service of process: 9 Hahardufim Street, Even Yehuda 40500 4. Position to which appointed: External Director 5. Previous position held in the Corporation prior to appointment: None 6. Commencement date of tenure: 1 February 2011 7. Education: Degree Subject Name of Academic Institution Other Post-doctoral fellowship in Harvard University, United States Law Doctorate Law Hebrew University of Jerusalem LLM.. Law Hebrew University of Jerusalem LLB. Law Hebrew University of Jerusalem Other education and professional certifications: 8. Principal occupations in the last 5 years: Position Held Place of Employment Period held the Position Ambassador of the State of Israel to the United Nations Foreign Ministry 2008-2010 Academic President (rector) and lecturer Ono Academic College 2002-2008 Editor-in-Chief of the Judgments of the Supreme Court Supreme Court 1998-2010 Member Standard Contracts Tribunal 1983-2006 Committee for Codification Member of the Civil Law 1983-2006 Director and Chairman of the Audit committee Israel Electric Corporation 1995-2005 Director Koor Industries Ltd. 1995-2006 External Director Osem Investments Ltd. 2001-2008 Teva Pharmaceutical External Director Industries Ltd. 2003-2008 External Director Delek Group Ltd. 2006-2008 Advisory Committee on Newspaper and Member Broadcasting Censorship 2004-2005 Committee for Proposing Principles and Procedures for the Appointment and Tenure in Senior Positions for the Advancement of Member Policy in Civil Service 2005 Public Council of the Member Ma’ale Index 2005-2008 Public Council of the Israel Corporation Fund for Health Member in Society 2006-2008 Israel Broadcasting Vice-Chairman Authority 2006 Member of the Board of The Jewish Agency for Trustees Israel 2006-2008 Committee for the Formulation of a Code of Ethics for Members of Member Government 2006-2008 Committee to Examine Judges’ Employment Member Conditions 2006 9. N/A 10. The Director does not serve as a director of another corporation 11. The Director is not an employee of the Corporation, its subsidiary or affiliated companies, nor of an interested person therein. 12. No family relationship exists between the Director and another interested person of the Corporation. 13. a. The Director does not hold shares of the Corporation. b. The director does not hold securities of a subsidiary or affiliated company of the Corporation. 14. The Director is not a member of any of the committees of the Board of Directors. 15. The Corporation views/does not view the Director as possessing accounting and financial expertise. 16. The Corporation does not view the Director as an Independent Director. 17. The Director’s declaration pursuant to section 224B of the Companies Law is attached as Annex I Note regarding Item 14 – Membership of the committees of the Board of Directors has not yet been determined. Note regarding Item 15 – Subject to the approval of the Bank’s Board of Directors. Note regarding Item 16 – In accordance with the Bank Shares (Arrangement Shares) (Temporary Provision) Law,1993, all members of the Board of Directors meet the definition of an external director as defined in the Companies Law, 1999, and the Bank’s Articles of Association therefore do not include rules regarding a number of independent directors pursuant to the Companies Law. _____________________________________________________________________ Name of Electronic Reporter: Yael Rudnicki, Position: Group Secretary POB 2 Tel Aviv 61000, Phone: + 972 3 5149419, Facsimile: + 972 3 5149732, e-mail: [email protected] Director's Declaration I the undersigned Gabriela Shalev, ID Number 007129158, of 9 Hahardufim Street, Even Yehuda 40500, hereby declare in writing as follows: I make this declaration as a candidate for election to serve as an External Director of Bank Leumi le-Israel B.M., (the “Bank”). 1. I am a resident of Israel. 2. I have the qualifications that are required and I am able to dedicate the appropriate time to fulfill the position of an External Director of the Bank, taking note of, inter alia, the scope of the Bank’s activity and of its size. My said qualifications are as follows: (education, qualification, experience): *I hold law degrees (LLB, LLM. Doct. Juris), *I served as a director, a member and chairman of Audit Committees of large corporations, including Bank Hapoalim, First International Bank of Israel, the Israel Electric Corp., Osem Investments Ltd. , Delek Group Ltd., Teva Pharmaceutical Industries Ltd. 3. In light of my education, experience, past and current employment, and my skills, I have professional qualifications and/or accounting and financial expertise (mark the relevant qualification), all based on the above mentioned. hereinafter are additional details beyond those stated in section 2 above, which are relevant to the matter of my education and experience, which indicate that I meet the conditions and tests which establish my qualifications: _______________________________________________________________ _______________________________________________________________ _______________________________________________________________ Documents and certificates supporting my declaration, as stated in this section, have been provided to the Bank’s Secretariat. 4. I have not, during the past five years, been convicted in any final ruling of any of the offences described below, as determined in section 226 of the Companies Law: 4.1 Offences in accordance with sections 290 to 297, 392, 415, 418 to 420 and 422 to 428 of the Penal Law, 1977, and in accordance with sections 52C, 52D, 53(a) and 54 of the Securities Law. 4.2 A conviction in a court outside of Israel for bribery, fraud, corporate director crimes or crimes involving exploitation of inside information. 4.3 A conviction for any other offence, in relation to which the Court has determined that because of its essence, severity or circumstances, I am not fit to serve as a director of a public company. 5. I am not a minor, nor am I legally incompetent, nor have I been declared bankrupt.* 6. Neither I and/or my relatives and/or my partners and/or my employer and/or any party to which I am subject either directly or indirectly and/or any corporation of which I am a controlling shareholder, have any connection to the Bank, to a controlling shareholder of the Bank or to another corporation, nor have I of any of the above mentioned had such a connection during the past two years 7. My other positions or occupations do not create nor are they likely to create any conflict of interest with my position as a Director of the Bank, and they do not have the potential to adversely affect my ability to serve as a Director of the Bank. 8. I do not serve as a director of any other corporation in which one of the Bank’s directors serves as an external director. 9. I am not an employee of the Israel Securities Authority or of an Israeli Stock Exchange. 10. I hereby undertake to notify the Bank’s Secretariat immediately if any change takes place with respect to any of the above, including if any condition required by the Companies Law with respect to my service as an External Director of the Bank ceases to apply. 11. This is my name, this is my signature and the content of my above declaration is the truth. Date: 11 November 2010 Signature of declarant: ____/s/_________ Confirmation: I, the undersigned, Adv. Dr. Michal Tsur, hereby confirm that Gabriela Shalev, whom I know personally/who identified himself/herself to me with his/her ID No. 007129158, after I cautioned him/her to declare the truth and that he/she will be subject to penalties laid down by law if he/she does not do so, confirmed the accuracy of his/her above declaration, and signed it in my presence. Date11 November 2010 Name and Signature of Advocate: ________/s/______________ Stamp: Michal Tsur, 20919 *So long as I was not discharged.
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